Legislation Effective January 1, 2019

House Bill 72 (Act 2018-25), signed by the governor on February 22 and effective January 1, 2019, revises the Alabama Partnership Act to provide procedures for formation, powers, governance, and dissolution applicable to domestic and foreign LLPs and LLLPs.

CALIFORNIA

Assembly Bill 2237 (Chapter 2018-76) signed by the governor July 9 and effective January 1, 2019 amends the Corporations Code to require accounting records and board meeting minutes to be open to inspection by shareholders at the corporation’s executive office in California or, if none, the registered agent’s physical location. As an alternative, the shareholder may request the corporation to produce the books, records and minutes by mail or electronically if the shareholder pays reasonable costs for copying or conversion to electronic format.

Senate Bill 920 (Chapter No. 2018-150) signed by the governor July 20 and effective January 1, 2019 extends the sunset date until January 1, 2026 for authorization for persons engaged in the practice of engineering, land surveying and architecture to form limited liability partnerships.

Assembly Bill 2557 (Chapter 2018-322) signed by the governor September 10 and effective January 1, 2019 amends the Nonprofit Corporation Law to clarify that any or all of a portion of the directors of a nonprofit public benefit corporation, nonprofit mutual benefit corporation, nonprofit religious corporation, or cooperative corporation may serve as ex officio directors.

Senate Bill 826 signed by the governor Sunday September 30 and effective January 1, 2019 requires a domestic or foreign public corporation whose principal executive office as reflected in SEC Form 10-K is in California to have a minimum of one (1) female on the board of directors by December 31, 2019 and to increase the number of female directors by December 31, 2021. The act requires the California Secretary of State by July 1, 2019 to post information on public corporations which have at least one female director and authorizes fines of $100,000 for first violations and $300,000 for subsequent violations.

Assembly Bill 2503(Chapter 2018-679) signed by the governor September 22 and effective January 1, 2019 authorizes administration dissolution and cancellation of domestic corporations and LLCs suspended by the Franchise Tax Board for 60 continuous months and authorizes the FTB to abate unpaid taxes, interest, and penalties for taxable years in which the entity certifies that it is was not doing business, has ceased doing business and does not have any assets In the business.Assembly Bill 2184 signed by the governor September 14 and effective January 1, 2019 requires cities and counties to accept a state issued driver license, an individual tax identification number, or municipal identification number in lieu of Social Security Numbers in business license applications.

Assembly Bill 2184 signed by the governor September 14 and effective January 1, 2019 requires cities and counties to accept a state issued driver license, an individual tax identification number, or municipal identification number in lieu of Social Security Numbers in business license applications.

DELAWARE

House Bill 360 (Chapter 399) signed by the governor August 28 and effective January 1, 2019 amends the Delaware Code relating to employment practices and defines sexual harassment and sets forth required training for employers with 50 or more employees.

ILLINOIS

House Bill 4578 (Public Act 753) signed by the governor August 10 and effective January 1, 2019 amended the business and not for profit corporation acts to delete a prohibition on the word “Olympic” in a corporate or assumed name and amended the LLC act to reduce the penalty from $300.00 to $100.00 for failure to file an annual report, pay an annual fee or maintain a registered agent.

Senate Bill 2378 signed by the governor March 21 and effective January 1, 2019 relates to staggered boards of directors of public corporations.

LOUISIANA

House Bill 341 (Act 86) signed by the governor and effective May 10 changed the due date for corporate franchise tax returns to the 15th day of the fourth month for tax years beginning on or after January 1, 2019.

MINNESOTA

House Bill 2764 (Chapter 103) signed by the governor April 25 and effective January 1, 2019 amends business entity statutes regarding conversions and domestications and requires a foreign LLC to file an amendment to its foreign registration statement with the secretary of state if there is a change to the company’s name, jurisdiction of formation, address, or other required information.